Bill of Sale between Pacer Stacktrain, Inc. and PNC Equipment Finance, LLC for Intermodal Cars
Pacer Stacktrain, Inc. sells and transfers ownership of certain intermodal cars to PNC Equipment Finance, LLC. The seller guarantees that the cars are free of any claims or liens and provides good title to the buyer. The cars are sold in their current condition, and the agreement is governed by Ohio law. The transaction is effective as of February 28, 2012.
Exhibit 10.5
FORM OF BILL OF SALE
For valuable consideration, the receipt and sufficiency of which is hereby acknowledged, PACER STACKTRAIN, INC. (“Seller”), owner of the full legal and beneficial title to the intermodal cars described on the attached Schedule (the “Cars”), does hereby sell, grant, transfer and deliver all its right, title and interest in and to the Cars free and clear of all claims, liens, attachments and rights of others (“Liens”) to PNC EQUIPMENT FINANCE, LLC (“Purchaser”), to have and to hold the Cars forever. Seller hereby warrants to Purchaser, and its successors and assigns, that there is hereby conveyed to Purchaser good and marketable title to the Cars, free and clear of any Liens.
Except as otherwise provided herein, the Cars are sold “AS-IS” and “WHERE-IS”.
This Bill of Sale is governed by the laws of the State of Ohio.
IN WITNESS whereof, Seller has caused this Bill of Sale to be duly executed as of this 28th day of February, 2012.
| PACER STACKTRAIN, INC. | ||
| By: | /s/ John J. Hafferty | |
| Name: | John J. Hafferty | |
| Title: | Chief Financial Officer | |
